Ghost-Spider
by DrZevil
Summary: Gwen Stacy's been given a new start and won't waste it, but this brave new world has new and familiar dangers that threaten it. Can Gwen save her city and her new life, or will the ghosts of her past haunt her from the grave of dead world?


It was a wretched and gloomy night at Trinity Church Cemetery…but it was a cemetery, so that was expected. The sky was a dismal grey and there was a light drizzle falling as a figure dropped out of one of the many trees scattered about the graveyard, with a little less grace than was the norm. The figure was female, dressed in the white and black costume of your friendly neighborhood Spider-Woman, Spider-Gwen to her friends in the Spiderverse, but she was here to visit another friend.

"Hey Pete." Said Gwen as she pulled her mask off, not that there was much reason, her mask along with most of her costume was torn to shreds. Her face and body weren't doing so well either: both were bruised, and bloody, right arm broken and useless, one of her eyes swollen shut, and lip busted and bleeding.

"S-so…H-Harry's dead." She finally choked out, her legs giving out, making her fall to her knees as silent tears rolled down her cheeks. "A-and my dad, and my band, and hundreds of other people." Gwen hung her head in shame, not able to take the judgment that was radiating from the head stone.

"It was Murdoch, he-he wanted to send a message: No one says no to the Devil and gets away with it." Her hand, the one that wasn't attached to her useless broken arm, dug its fingers into the earth. "He planted a bomb at our latest gig…dad and Harry both were actually able to make it and the girls were already set up and waiting for me, but I was running late- that stupid Bodega Bandit again- and I was just coming up to the building when…"

A small sob escaped her throat as she relived the moment that her whole life literally blew up in front of her: Being blasted away from the shock wave, groggily getting up from where she landed, the shock, terror, and cold dread that consumed her as she saw what happened. Then she felt the heat of the fire as she frantically searched the wreckage for her loved ones, the rage she felt as she saw Murdoch's smirking face, and then the feel of the blood on her hands after she had beaten him to death.

"I just… lost it." She eventually said, the tears coming full force now. "He took everything from me and I- I did it again. I'm so sorry Pete…I failed you…I failed everyone again."

"Now, now. None of that foolishness, my dear." Said a voice from behind her. Gwen jumped up to her feet and got into a fighting stance, wondering why her spider-sense hadn't warned her of the intruder, but the sight that met her was not what she was expecting.

It was a tall impossibly thin man dressed in a long black suit coat and angular top hat, holding a black cane with a large round ruby at its head in one clawed hand, oh, and he had a bleached white skull for a head with a cracked green monocle in one eye socket and a small orb of multicolored light in the other.

He was accompanied by three raven haired young men that were all identical, right down to the white streaks in their hair, dressed in matching butler outfits, and all of them had some kind of mechanical legs: one had robot bird legs, another had three spider legs, and the last had a unicycle for legs.

"W-who the hell are?!" Gwen demanded, her voice coming out as a waver as she tried to think of a way to get out of there. She had barely made it here, how the hell was she supposed to make a speedy retreat with only one arm?

"Not your earth's Ghost Rider, that's for damn sure." The skeleton chuckled as he stepped forward, the other three following him, the one with the unicycle holding an umbrella over his head so he wouldn't get wet from the drizzle. Gwen took a step back, causing the skeleton man to chuckle again. "You go any further back and the Parkers on the other Earths will get a chill up their collective spines, but where are my manners?"

The skeleton took off his hat and dipped into a sweeping bow. "Salutations and bienvenue, Dr. Zevil, at your serves!" He said grandly before straightening back up and putting his hat back on, "And these are my servants: Eiens, Zwei, and Drei."

"Guten abend, Frau Stacy." The three said in unison, their voices monotone and creepy to the spider-teens ears.

"What. Do. You. Want?" Gwen ground out through clenched teeth as a jolt of pain ran through her from her broken arm. The guy screamed magic, like real magic, and she was definitely not qualified to deal with it and she doubted she could simply run away from him like she wanted to even if she was in better shape.

"Why, to offer my services of course!" He replied cheerily, the glowing orb that was his eye changing to a swirl of green, yellow, and violet, before switching to a solid indigo. "But first, let's make you a bit more comfortable."

He snapped the fingers of his free hand (how he did that with clawed gloves was anyone's guess) and in an instant all of Gwen's aches and pains were gone, even her arm was fully healed. She looked down at herself and saw that her suit was not just fixed but looked brand new with none of her amateur patch jobs anywhere to be seen.

"Feel better, dear?" Dr. Zevil asked in a kind voice that belied his macabre and dark appearance, the indigo of his eye gaining a swirl of green and blue to it.

"Yeah…thanks." Gwen said lamely. "What kind of services are you offering?" She still didn't trust him, Murdoch had seen to killing whatever free trust she had left in her tonight, but she decided that since he wasn't currently a threat and that even if he was she would be powerless to stop him, decided to hear him out.

"Anything you need, my dear." He told her smoothly, his eye changing back to a multicolored swirl as he waved his hand and a small table with two chairs and tea serves materialized. He gestured for her to take a seat, waiting for her to sit before taking his own and continuing. "I am known by many names: the impossible shopkeep, the Master of Deals, the dealer of dreams, and the wholesaler of horrors.

"All those fancy titles mean that I am capable of giving you your hearts deepest desire, by any means necessary." he continued to explain as one of his servants (Chicken legs) poured, prepared, and served their tea while the other (Spider legs) covered her with a matching umbrella. "Be it for good," His eye turned into a swirl of blue, green, pink, indigo, and white, "or evil." His eye changed again into a swirl of yellow, red, orange, and black, before going turning into solid orange, "For a price of course."

Gwen scowled at the skeleton as she pulled her hood down. "There's always a catch." It was the same story all the time: some mysterious figure with some flavor of power shows up in her life, offering her the world, but only if she signed her soul and principals away.

"Of course, there's a catch!" He told her exasperated, hands going up in the air. "Humans; always fixated on the catch! There's always a catch, life's a catch, so catch it while you can!" He chuckled darkly at that last statement, but as his eye turned a dark navy blue, Gwen got the feeling it also made him sad.

Even knowing there was a catch, Gwen thought about what she really wanted. The feeling of the emotional weight tied to the grave behind her was the first thing that came to mind. "What would it cost me for you to bring someone back to life?" She quietly asked as she took the delicate teacup in both hands to ward off the chill before taking a sip, surprised at the taste.

"This stuff is amazing! What's in it?" She asked in awe. She was usually a pop and corn dog girl, but she could see herself drinking this stuff all the time.

"Happiness." Dr. Zevil said nonchalantly and Gwen rolled her eye and let out a bark of laughter, scoffing at the absurd statement, but given how the doctor was just staring at her, she looked down at the teacup in bewildered surprise. "Back to the matter of payment," Dr. Zevil continued "I only ask for an equivalent exchange: something that has a cost equal to the value of the thing you want."

"So, I have to give you a life for you to bring someone back from the dead." Gwen didn't phrase it as a question, she understood what the skeleton was saying and she was internally at peace with that and the decision she was making.

"Exactly right Ms. Stacy," The mad doctor responded smoothly, but his eye swiftly changed to indigo as he continued in a compassionate tone, "but that's not what you really want."

"Yes, it is!" she snapped, her hands crushing the cup in her hands as her anger got away from her. "Peter should have been here, not me! He should have been the one to be bitten by that fucking spider, not me! He's the one that should-" she stops herself when her voice cracks and her eyes sting with slowly falling tears, "He's the one that should be alive, not me." She says quietly in a broken voice.

It's quiet for a while as Gwen silently cries, Dr. Zevil and his cronies letting her grieve for those that she lost and the lives that would never be lived. They didn't say anything, didn't try to hold her hand, or give platitudes, and she appreciated that. After a minute of crying, Gwen came back to herself and looked down at the remains of the teacup in her hands.

It had been a beautiful thing, made of glass with thin, delicate, silver metal wrapped around it like vines, even going so far as to have little flowers and thorns on them. Now it was nothing more than glass shards and twisted metal with a little blood mixing with the remains of the tea. "Sorry about your cup… and bawling like a total idiot."

"Grief takes many forms and must be dealt with in different ways and times, Ms. Stacy." Dr. Zevil reassured her, his eye a swirl of indigo and navy light. "Sometimes we can rise up and heal ourselves, mending the rips in our souls." he raised his hand and the teacup remains lifted up and came to float in his open palm, her wounds sealing up and her suit knitting back together.

"But," He said, the light in his eye becoming a swirl of color as his voice gained a sinister edge to it and the floating remains began to spin faster and faster, "sometimes it's just better to reforge one's self into something better." The glass and metal suddenly became white hot as they spun and slammed into one another, forming a new shape.

Dr. Zevil raised his other hand and raindrops gathered there, forming a baseball sized orb of water before he slammed his hands together, turning the water into hissing steam as it came in contact with the molten glass and metal. When the steam cleared, Gwen marveled at what rested in the mad doctors open palm.

It was a beautiful and delicate glass and metal spider, the legs mostly silver but Gwen could see veins of glass running through them and the body was the reverse; mostly glass with thin veins of silver around the head and base of the abdomen, leaving the top half clear glass.

"The results," Dr. Zevil stated as he gently placed the spider down on the table, snapping Gwen back to the conversation, "are far better than simply healing or replacing oneself with something they think is better." He looked at her, and Gwen would swear like he was smirking at her, as if he had just said something that was obvious, and then she got it.

"You want to…reforge my life?" She asked slowly, making sure she understood his meaning and liking the sound of that idea more and more, but she was still kind of confused.

"It's not what _I_ want, Ms. Stacy, it's what _you_ want!" Dr. Zevil said emphatically pointing at her, "I've always prided myself on seeing into the hearts of my customers and finding their true desires there." He gestured to the world around him, "You hate this life, even before this latest tragedy: haunted by the guilt of the death of a friend, hated by a city you've sworn to protect, hunted by heroes and villains alike."

"Yup, total dumpster fire." Gwen muttered darkly as she was given another cup of tea, but this one seemed to be made of a dense and strong metal, clearly the triplet didn't want her to destroy this cup.

"Quite so, Ms. Stacy," Dr. Zevil said with a chuckle, not unkindly, "but as much as you hate it, you still love the people in it: your father, the Parkers, the younger Mr. Osborn, Ms. Grant, Ms. Brant…and Ms. Watson, of course." Dr. Zevil said with a knowing look and a chuckle as Gwen blushed and looked away. "Spider's and their redheads."

Em Jay might be a bossy prima donna that's always on her ass about…well everything, but Gwen couldn't help but admire her drive and determination. She had never acted on it because she didn't want to lose her friendship and she didn't want to screw up the band like that weird Julie Power chick broke up the Runaways.

"You fix my life?" Gwen asked. "You can bring them back?" She glanced briefly at the gave behind her. "All of them? How?"

Instead of answering, Dr. Zevil brought his hands together before him, fingers clasped, and slowly pulled him apart. As his hands drew apart, thin strands of ethereal glowing white threads stayed connected to them, like a cat's cradle. _'No…like a spider's web!'_ Gwen realized.

"What is needed is not a removal, but an alteration to a single thread that will not compromise the tapestry that is the Web of Life." Zevil said as he manipulated the web between his fingers and broke one of the cords. Instead of simply breaking, the half the cord grew a new gold strand that connected itself to the other finger, while the broken half just hung limply.

"So, I guess the next thing we do is the whole 'signing my life away' thing." Gwen stated as she sat forward in her seat. "How do we do this? Do I give you my blood, or is this going to be like the Little Mermaid where Namorita signs her voice over to Atuma?"

"The differences of your universe to 616 are delightfully fascinating." Dr. Zevil shook his head in amusement, his eye a swirl of color one moment before turning a solid orange. "But as to the next step," He extended his hand, small wisps of black and green smoke coming off the clawed appendage, "all we need to do is shake on it, my fee has already been agreed upon."

"With who?" Gwen asked suspiciously, but before the mad doctor could answer, a portal in the shape of a spider's web opened next to their table, showing a familiar room and person on the other side of it. "Karn?!"

"I have agreed to pay the doctor's price, Ms. Stacy." Karn, former inheritor and Master Weaver of the Web of Life and Destiny, told the stunned blonde.

"You don't have to do that-" Gwen tried to say, but Karn shook his head.

"You have paid enough for you part in the Great Web, today more than any other day." Karn said, his voice sympathetic and kind toward one of his Spiders. "As the Weaver, it is my duty to guard and keep the Web, and its Spiders, safe and flourishing." He hung his head in apparent shame, "I and the Weaver before me have failed you in that task, but I will fix that mistake if I can."

"But a task like that is too big, even for the Web's Weaver, so Karn called me." Dr. Zevil said, gesturing to himself in a grand manner. "I have the power and the expertise to rewrite an entire life, but only if," He extended his hand out toward her again, "I have the right tools and materials."

"And me shaking your hand is part of that?" Gwen asked incredulously, staring down at the offered hand.

"A deal is a powerful thing, Ms. Stacy: empires fall and rise, peace is won and wars started, lives begin and end, all with a deal. Be it signing a piece of paper or…" Instead of finishing, Dr. Zevil simply held his hand aloft for Gwen to take.

Gwen had a second of doubt before Peter's face, flecked with lizard scales and his own blood, flashed in her mind and she shot forward and took the doctor's hand. Gwen let out a scream as her body was racked with pain at the same moment the green glow that enveloped their clasped hands turned white and was sucked into the glass spider. It felt like her soul was being sucked out of her by the world's smallest straw and it was making her feel drained.

In a flash, the pain had stopped and Dr. Zevil released Gwen's hand, picking up the spider as he stood up. "Lovely doing business with you, Ms. Stacy." Dr. Zevil snapped his fingers, making the table and chairs disappear and unceremoniously dumping the weak and drained Gwen on the ground, not even having the strength to do or say anything in protest.

Gwen tried to rise up from the ground, but she had no strength and her eyes were fluttering closed. "Sleep now," Dr. Zevils voice seemed to take on a soothing, echoing quality as she fought a losing battle to keep her eyes open, "and when you wake from this nightmare, you will be in a world you have only dreamed of."

Succumbing at last, Gwen closed her eyes and her world was no more.

* * *

"_**BEEP-BEEP-BEEP!**__ Good morning New York City!"_ shouted the voice coming from Gwen's radio clock as it turned on automatically, waking Gwen up and shooting her up into a sitting position. _"It's another b-e-a-utiful day in the Big Apple and we're going to make it even better with some totally awesome tunes! This is Radio Ritchie coming at ya in the AM!"_

"I swear that chick is such a screwball." Gwen grumbled as she rubbed the sleep out of her eyes. She was vaguely aware of a dream she had last night, but before she could really think about it, her phone rang. Not even looking at the caller id, Gwen picked up and answered the phone. "This had better be good for calling me at this ungodly hour."

"_And a hearty good morning to you too, Gwendy!"_ Said the male and far too chipper for this previously described 'ungodly' hour of her best friend and partner in crime-fighting. _"Also, it's like, ten thirty."_

"Your voice sounds like it's had coffee." Gwen accused the person on the other end of her phone, glaring at the wall instead of his face. "If you've had coffee without me, Peter Parker, I will kill you."

"_See, you saying things like that make me not want to give you this cup of coffee and pancake on a stick that I lovingly got you." _He quipped back, which was followed up with banging at her apartment door. _"Now open up so I can get the well-deserved hug of adulation."_

Gwen jumped out of her bed in her one-bedroom apartment and ran to the door, practically ripping it off its hinges. There stood her geeky best friend from high school, Peter Parker, dressed in his usual shirt, jacket, cargo pants, sneakers, and his ever-present square glasses.

Feeling such an overwhelming sense of relief and joy, Gwen threw her arms around the boy's middle and hugged him with practically all her strength. She didn't know why she was acting like this, she had just talked to him last night, but she was just so happy to see him here and alive.

"G-Gwen! Air!" Peter wheezed out and the girl with the proportional strength of a spider let go. "If this," He took a deep breath of air to refill his lounges, "is how I'm greeted every morning I bring you breakfast, you can get your own coffee."

"Sorry." Gwen said quickly wiping away tears, that she honestly didn't know why she was crying, before giving him a big smile. "I just had the worst nightmare, and I'm glad it's finally over."

* * *

"Damn, I do good work." Dr. Zevil said, his voice full of pride at his work as he and Karn looked on at the scene with Gwen and Peter through one of the openings in the Web of Life and Destiny.

"Indeed, doctor, you have done well and right by Ms. Stacy." Karn observed as he turned away from the web, one of his mechanical legs lifting up toward the skeletal madman and presented a gossamer thin coil of glowing silver rope to him. "As promised, the strands that were weaved from Earth 65 Peter Parker's death."

"Thank you, Master Weaver," Dr. Zevil said, but his voice had a sinister quality as his eye became a blazing inferno of orange fire, "but my exact terms for payment were 'The strands affected by the death of Earth 65's Peter Parker'," He lifted the glass spider from earlier, "and that includes the strands that Gwen Stacy has interacted with!"

Suddenly, not only was the coil of webbing sucked in, but also multiple strands of the Web were sucked into the spider, leaving the Web in taters as ripped holes took the place of where multiple interconnected strands once stood. "No…" Karn said in utter horror, not believing what he was seeing.

"You know, when I tried this with the last Weaver," Dr. Zevil said as he admired the spider, which was now shining like a star, "he saw right through my childish mind games and barely clever word play…it was part of the reason why I sicked you and your wretched vampiric family on him."

There was a roar of rage and then a strangled cry. If Dr. Zevil had lips, he would be smirking as he looked up from the spider and saw Karn being restrained by his three assistants, his two multi legged henchmen using some of the torn webbing to wrap around his neck and the mono legged assistant pointing the kind of rifle Cable would drool over at his face. "Nice try."

"Do you realize what you've done?!" The Master Weaver shouted in fury, his hands still reaching out to rip the skeletal sorcerer. "You could have just jeopardized the entire multiverse and put my family back in power!"

"Clearly I didn't since you're still wearing those very fancy metal trousers of yours." Quick as a flash, the doctors free arm stretched and grew and his hand turned into a massive armor-plated claw that grabbed hold of his body, leaving his head the only part of his body visible, and he squeezed.

"Now, _I'm_ not an idiot, which means I would have made sure _not_ to jeopardize your place as the Master Weaver, you steampunkish milksop." His tone was dangerous as his eye changed to blood red fire ball, "Because if I did that, I would be swatting down the trumped-up mosquitoes you call family."

The inferno died down and changed back to its usual swirl of colors as his tone calmed down. "Now, I'm going to let go and my boys and I are going to be on our merry way. Lots to do before the end times, and thanks to my meddling, yours has been pushed back quite a bit." Dr. Zevil said, letting go and ordering his assistants. "Komm mit Jungs, schnell."

The two restraining the Weaver released him and joined their twin as they followed the doctor who was walking to a coffin standing in the middle of the room. "By the by," Dr. Zevil said, closing his hand around the spider, turning it into smoke that was sucked into the cane's ruby, "I made it to where you'll still become the Weaver, but that fix is tenuous so you might want to do some stich work instead of going after me."

Dr. Zevil cackled as Karn let out a loud growl of displeasure and immediately started to add to the Web. When Karn looked back at the madman, he was stepping into the coffin and a moment later, the coffin faded away in chorus of moaning and groaning engines. "Damn and bless you Master of Deals." Karn growled before focusing fully on the Web.


End file.
